Notifications Regarding Registration Statements. In order for a Principal Stockholder to exercise its right to demand that a registration statement be filed, it must so notify the Registrant in writing indicating the number of Registrable Securities sought to be registered and the proposed plan of distribution. The Registrant will keep the Holders contemporaneously apprised of any registration or shelf takedown of Registrable Securities, with respect to which a piggyback right provided under this Agreement is available in order that they may have a reasonable opportunity to exercise their related piggyback rights. Without limiting the Registrant’s obligation as described in the preceding sentence, having a reasonable opportunity requires that the Holders be notified by the Registrant of an anticipated filing of a registration statement (whether pursuant to a demand made by a Principal Stockholder or at the Registrant’s own initiative or at the initiative of other holders not party to this Agreement) no later than 5:00 pm, New York City time, on the date that is two Business Days prior to the date on which the registration statement is intended to be filed. Each Principal Stockholder and the Registrant agrees to use its good faith efforts to provide advance notice as soon as reasonably practicable to the Principal Stockholders of such first Principal Stockholder’s or the Registrant’s intention to file or cause the filing of a registration statement; provided, however, that none of the Principal Stockholders or the Registrant shall be obligated hereby to provide any such advance notice and, if provided, such advance notice shall not be binding in any respect. (a) Subject to any required public disclosure and applicable legal requirements, the parties will maintain the confidentiality of these discussions.
Appears in 2 contracts
Samples: Registration Rights Agreement (Finance of America Companies Inc.), Transaction Agreement (Replay Acquisition Corp.)
Notifications Regarding Registration Statements. In order for a Principal Stockholder the Requesting Holder to exercise its right to demand that a registration statement be filed, it they must so notify the Registrant Company in writing indicating the number of Securities of Registrable Securities sought to be registered and the proposed plan of distribution. The Registrant Company will keep the Rights Holders contemporaneously apprised of all pertinent aspects of its pursuit of any registration Public Offering or shelf takedown of Registrable Securitiesother registration, whether pursuant to a demand by the Requesting Holder or otherwise, with respect to which a piggyback right provided under this Agreement opportunity is available in order that they may have a reasonable opportunity to exercise their related piggyback rightsavailable. Without limiting the RegistrantCompany’s obligation as described in the preceding sentence, having a reasonable opportunity requires that the Rights Holders be notified by the Registrant Company of an anticipated filing of a registration statement (whether pursuant to a demand made by a Principal Stockholder Requesting Holder or at the RegistrantCompany’s own initiative or at the initiative of other holders not party to this Agreement) no later than 5:00 pm, New York City time, on the date that is two Business Days prior to the date on which the registration statement is intended to be filed. Each Principal Stockholder Requesting Holder and the Registrant Company agrees to use its good faith efforts to provide advance notice as soon as reasonably practicable to the Principal Stockholders Rights Holders of such first Principal StockholderRequesting Holder’s or the RegistrantCompany’s intention to file or cause the filing of a registration statement; provided, however, that none of the Principal Stockholders Requesting Holders or the Registrant Company shall be obligated hereby to provide any such advance notice notice, and, if provided, such advance notice shall not be binding in any respect.
(a) Subject to . Pending any required public disclosure and subject to applicable legal requirements, the parties hereto will maintain the confidentiality of these discussions.
Appears in 2 contracts
Samples: Registration Rights Agreement (TaskUs, Inc.), Registration Rights Agreement (TaskUs, Inc.)